The Basics: Iron Man has a lot on his plate this time around. He has to battle anti-hygienic bad guy Ivan Vanko (Mickey Rourke, with hilariously gross 90s jam band hair) and his dual super-electro-metal-shredding flogging devices. He also has to deal with sleazy weapons manufacturer Sam Rockwell. He's got a disgruntled Pepper Potts and an enigmatic assistant vixen named Natalie who won't get naked like he wants her to. Meanwhile his blood toxicity is on the rise, his chest-plug battery thingy is failing him, he's emotionally collapsing, dealing with daddy issues and Sam Jackson keeps bothering him about Shield. You'd break down too.

What's the Deal: I didn't like it as much as the first one. First because I think it's really difficult to recapture the impressive BANG! POW! of a first punch. I'm not a superhero comics reader, so I was taken by surprise by the earlier movie's inventiveness, its action and its wit. You don't usually get those all those things at once, so this time I had what were maybe unrealistic expectations. Mostly I think it's because its expository ambition overshadowed the BANG! POW! elements. I'm not saying it's a bad movie, just that I wanted the ante upped and what I feel I mostly got instead was a lot of connective tissue stretching out to the eventual Avengers. movie. In the land of sequels it's no Temple of Doom or Empire Strikes Back, but it's also not Rise of the Silver Surfer. Me and my box of Junior Mints, we still had a good time.

The Best Stuff: Downey rattling around at a hundred miles an hour, talking faster than most human beings can keep up with while sparring with Paltrow (who holds her own thanks to great chemistry with Downey--her new mandate should be to only take film roles that let her banter back petulantly until she's screaming); Scarlett Johansson's impossible cat-suit, Rourke's gnarly tattoos and the bowel-shuddering sound effects.

Weirdness: Watching Downey go through a hitting-bottom process, especially during the mind-scrambling scene in which he's using his Iron Man suit as a party prop to drunkenly blow up watermelons while the unfortunately now-deceased-from-a-real-life-overdose DJ AM stands off to the side ready to "give [him] a fat beat" as an accompanying soundtrack. It's one of those moments that underscores the movie's plot and pulls you right out of it at the same time.

One Villain Too Many: Sam Rockwell, who was so cool in last year's Moon doesn't have a lot to do here. It's not his fault. The part is written in a way that seems satisfied for him to be a generic corporate bad man. Rourke gets a better shake but even he has to spend a lot of time sitting around a lab tinkering with machines. You keep hoping he'll just bust out those murder-whips.

Cameo Alert:Aside from the saddening presence of DJ AM, there's Christiane Amanpour as herself, a blink-and-miss Stan Lee as Larry King, one nice bit of musical punctuation via Daft Punk and an appearance by the famous Randy's Donuts sign.

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